Smile Like You Mean It
by Candlewick
Summary: This is a story about finding happiness and honesty. Mistoffelees x Skimbleshanks slash.
1. The Magical Mr Mistoffelees

"Just once more, _please_?"

Kittens surrounded an overwhelmed Mr. Mistoffelees with their pleas and constant whining. Looking up at him with their large, kitten eyes while they sat around him on a torn-up mat, they begged him to do his "spell" once more. In all actuality, it was nothing more than a well thought-out plan, but Mistoffelees wasn't going to let them know _that_. Besides, he liked the constant attention.

He gazed at the adorable kittens with fondness, glad to be appreciated. Somehow, the Jellicles thought he was _terribly_ shy. Although this was sometimes to his advantage (for times when he was feeling particularly antisocial), he wasn't truly like that. This view bothered him quite a lot.

Even so, there was _still_ something that bothered him even more than this: The Rum Tum Tugger. That tom was unbearable. If these cats thought hip-thrusting was a talent, then Tugger should be worshipped for his divinity. There was a time in Mistoffelees' youth—he wasn't exactly the brightest of kittens—when _he_ idolized the Tugger. Those days were over. He was smarter now, and thattomcat was _only_ a womanizer.

Trying not to let his thoughts show on his face, Mistoffelees grinned. He scanned the faces of the kittens, and the movement of his head caused small flecks of glitter to fall onto the giggling kittens' heads. Mistoffelees thought he had groomed all the glitter out when Tugger had just recently dumped a bucket of glitter onto him, but he was apparently mistaken. He had been wrong about many things, though. Like when Mistoffelees believed Tugger's promise not to let the fact slip that Mistoffelees had never been kissed before, or when Mistoffelees had fallen into an enormous ditch he had counted on Munkustrap to go and get help. Even after all this time, his claws had never been quite as clean, and he still had a few scars from the climb. Mistoffelees even felt a sore right now thinking about it.

"Alright," Mistoffelees laughed, hushing the frantic kittens with small waves of his paw. "This time, though, Etcetera, _please_ don't grab my tail." When Mistoffelees got especially concentrated on his magic, he would swish his tail through the air. This seemed to give Etcetera the okay to attack this defenseless tail with her newly-sharpened claws. Even if it seemed this way it to Etcetera, his tail was _not _a scratching-post. Mistoffelees was very proud of his tail—even considering how short it was—and didn't want to lose it any time soon.

Mistoffelees lowered his voice into a whisper, trying to sound mysterious. "Back in the days of the Everlasting Cat, a vow had been made. A promise between Him and Jellicle. A promise that proclaimed a bond between two certain cats would end the fear caused by the Mystery Cat. I am here to renew that promise, and have him that is so full of evil to be cast away from our lands forever!"

He admitted he had gone a _teensy_ bit over the edge with this, but whatever. These kittens wanted excitement in their lives, and so he gave it to them in abundance. No harm done.

The kittens gazed fearfully up at him. Mistoffelees gave them a reassuring wink and began his "spell". Closing his eyes and absentmindedly flicking his tail, Mistoffelees slowly lowered himself onto his knees. He carved an inscription into the dirt with a claw of his, and the kittens stared at it with awe. The open-mouthed Pouncival leaned forward, hoping not to miss a second of the trick he had seen at least a dozen times before. Mistoffelees never failed to impress.

A soft rumbling was heard beneath the earth, and as the rumbling gained in volume, a slim column of dirt raised skywards. In one fluid motion, Mistoffelees waved his paw over the column and the dirt particles contained in the column darted gracefully away from the mound, revealing a golden scroll. Mistoffelees opened his eyes—a shock of blue—and reached for the scroll.

At the touch of his paw, odd, green electricity pulsed between his paw and the scroll, creating a powerful connection. The scroll, glowing with the energy being put into it, burst into black flame, and then finally into a wisp of red smoke. Mistoffelees coiled the wisp into a ball with the magic stored in his paws, and brought the ball to his mouth, where he whispered words that were incoherent to his audience. He threw his paws in the kittens' direction, letting the smoke shoot from his paws. The smoke smoothly parted into different paths and seemed to enter the foreheads of the surrounding kittens. As it did so, painlessly, a certain kitten would close its eyes, concentrating, trying to deduce a meaning.

Mistoffelees waited patiently, looking into the eyes of the kittens. As the last kitten, Etcetera—who was unbelievably trying to _eat_ the smoke this time—, had finished, he spoke.

"The Everlasting Cat has now given each of you your own quest. The question is: are you ready?" Okay, maybe he had gone more than a little over the edge.

The kittens broke into an uproarious clapping just as he uttered the last syllable. It was overly enthusiastic, and the joy made Mistoffelees smile. Another success. But as he thought this, a slower, more obnoxious clapping was heard. Looking around, Mistoffelees tried to catch sight of this cat.

"Well done, magical _Mr. Mistoffelees_," a voice in a dark place somewhere near a misplaced cardboard box said sarcastically. The speaker stepped out of the shadows. Of all cats to be here, it was none other than the Rum Tum Tugger.

Mistoffelees narrowed his eyes into slits. He wasn't going to let this Maine Coon ruin his day. "Thank you," he said curtly, "I liked it too." He sharply turned away. He heard a snicker behind him.

"All right, glitter-mitts? You seem… _tense_."

Mistoffelees tensed at the disrespectful nickname. "I'm fine."

"Then I assume it's okay if I take over from here," he didn't wait for a response, and walked forward, stopping next to Mistoffelees. "Feast your eyes on _this_, kittens. It's time you learned something worth while." The kittens did as told, fixing their eyes on Tugger's hips as he rolled them around. They all looked very fascinated, besides Pouncival, who had an expression of barely concealed embarrassment. Etcetera giggled madly.

Upon hearing this, Mistoffelees' patience broke. These were _kittens_! Tugger shouldn't be acting like this in front of them: they were young, impressionable; they shouldn't be given the idea that this kind of behavior this was acceptable. The last thing they needed was Tugger's advice, or, come to think of it, anything concerning Tugger. Well, besides as an example of what _not_ to be.

"That's it!" Mistoffelees reached up and pushed Tugger back by the shoulders, causing the tall tom to stumble. "_I_ was showing them _my_ skills. _You_ don't have any. Don't pretend. All you have to be proud of is having slept with practically everyone in the junkyard!"

Tugger, who had continued to move his hips when he regained his balance, stopped swaying. He looked rather offended. "No, I've not just been _practically_ with everyone, I _have_ been with everyone." He let out a short laugh, shook his head, and resumed his hip-thrusting.

Mistoffelees crossed his arms, and raised an eyebrow. "Not with me you haven't." Silently he thought, _Or with anyone who has any common sense_.

The Maine Coon stopped again. "Really. I guess I'll have to fix that, won't I?" Mistoffelees opened his mouth to say something, most likely a witty comeback (he couldn't be too sure, though), but was cut off by Tugger, who turned to face him and put a finger over Mistoffelees' lips, indicating silence. Rum Tum Tugger turned Mistoffelees around and began rubbing his back with surprising tenderness. Mistoffelees couldn't help but respond, and sighed while his eyelids drooped from the much-needed relaxation. Mistoffelees purred. The squealing from kittens snapped him out of his daze. Whirling around, he pushed Tugger away, ashamed of himself.

"If you don't go, I'll… I'll—"

"What?" Tugger said, cowering in mock fear. "_Cuddle_ with me?"

"No! I'll… hurt you." The kittens looked terrified. Tugger, however, after he quickly wiped off the surprise that had appeared on his face and recovered his arrogant confidence, began to howl with laughter. "_You_? Hurt _me_? I'd like to see that."

Mistoffelees raised his paws, forming a ball, and called upon the powers of lightning. He felt the power building up between his paws, and once he felt his muscles strain from the effort of containing it, hurled the energy at Tugger… and nothing happened. He looked down at his paws. They had always done what he had wanted them to before… now the spell had just disappeared without a trace of energy, like it had never been. When he looked back up, Tugger was hunched over with mirth. The kittens began to laugh too, but that wasn't because they were making fun of Mistoffelees. They were worried, and they felt the tension was over now. Even so, these things fueled Mistoffelees' anger.

He clenched his paws tightly with unsheathed claws that pierced his skin, and anger and energy radiated off of him. Without warning, a blast of electricity burst from Mistoffelees' paws, hitting Tugger square in the chest.

Staggering backwards from the force of the blow, Tugger abruptly stopped laughing, and let out a quick, loud yowl. Mistoffelees opened his eyes wide in shock, for he hadn't meant to do that. The kittens were silent. Mistoffelees saw Tugger look down at his chest. A large part of his mane was burnt black, and there was a large, smoking wound that was gushing crimson blood. Tugger touched it hesitantly, and blood dripped from his shaking fingers. It was so quiet that Mistoffelees could hear the blood droplets strike the ground. Tugger collapsed. That was when the kittens began to cry.


	2. An Interrogation and a Golden Queen

Mistoffelees never wanted to hear a sound like the sound of the crying kittens. He had looked at their faces, tears forming and then rolling down their reddened cheeks. Their sobs made him feel confused, and he had never heard anything so completely miserable and despairing. It was a sound of total disappointment and of mourning.

Mistoffelees considered running for it, but he couldn't move. It felt as if his feet were glued to the spot where he was standing, next to the body of Tugger. It also felt as if he had already run, for there was no air in his lungs. Coughing, his eyes watered up in pain, and he hastily wiped them with the back of a paw. He couldn't think.

Hours later, after being dragged by the scruff of his neck by an upset Munkustrap, Mistoffelees sat upon a sizable bed, waiting for an interrogation he knew was bound to happen. He had tried to make himself comfortable by rearranging the pillows and lying back onto them, waiting for Munkustrap to get back, but he eventually gave up. He was too agitated to relax. He didn't want to get a chance to think about what might've happened back with Tugger.

He heard voices outside of Munkustrap's den, one belonging to Munkustrap, and the other to some female cat he didn't recognize. The female voice sounded very distressed. As he heard the female voice fade away and light footsteps growing louder, Mistoffelees crossed his arms, looking down. He heard a swish of fabric being flung to the side, and a stop of the padding of paws. Looking up from over his crossed arms, he spied Munkustrap's silhouette, which began advancing on him. He quickly lowered his gazed and placed his forehead on his arms, not wanting to talk to this cat. He generally liked Munkustrap, but now he felt annoyance for having to be questioned by the _protector_. He let out a breath he hadn't realized he had been holding while he felt Munkustrap sit down next to him.

Munkustrap didn't immediately start talking. Instead, when Mistoffelees peered in between his arms, Munkustrap was smoothing out small wrinkles in the blankets. His stare was suddenly intercepted by a pair of hazel eyes, which then began looking up at a picture painted by Munkustrap's mate, Demeter. Mistoffelees knew Demeter was rumored to be an excellent painter, but he had never seen any of her pictures before now. Her painting wasn't anything recognizable; it was more abstract. Sharp strokes decorated the canvas with vibrant colors. Demeter was an unpredictable queen, and her personality even showed in her artwork.

No one really knew why Demeter acted the way she did. Maybe that was why Munkustrap liked her: he would be the only tom who would ever understand her. Maybe he wanted a good puzzle to solve. Maybe it was just a game to Munkustrap. Whatever the case, Mistoffelees respected Demeter. He felt as it Demeter and he were similar. They were both misunderstood.

A soft voice broke the silence, sounding as if it was trying not to wake someone. "It's beautiful, right?"

"What?" Mistoffelees said dumbly. He heard his voice crack. It had been dry after he had…

"Her picture," Munkustrap continued. "I don't understand it, but the picture has 'Demeter' all over it. It makes me sad, somehow. I feel like I can't be close to her; only in her art can I really see what she's like."

"Oh."

There was more silence. Mistoffelees twiddled his thumbs, wondering how bad this could possibly be. The stalling was killing him. Mistoffelees didn't feel regret, though. That stuck-up tom had it coming.

"Mistoffelees…" Munkustrap said his name in a way which Mistoffelees could tell what was going to happen next. "I know Tugger did things that he had no right to do, but you shouldn't have done that to him, you know. Remember the Jellicle code, Mistoffelees! 'Treat others as you would want yourself to be treated.' Man, I think Tugger is wrong for doing that! But that doesn't make it okay to—"

"I know, okay!" Mistoffelees yelled, angry that he had to be told what he should or shouldn't do. "But _I don't care_. I'm not sorry for what I did; he deserved it. I'm so tired of him being so popular, and whenever he does something wrong, all he ever has to do is look sad and innocent and deny he ever did a thing wrong. And what do you guys do? The ones who are actually supposed to stop cats like him from being such jerks? You forgive him and let him go! It's cats like me who have to do the apologizing and be the polite ones. The one who should apologize is Tugger for being such an asshole!"

Munkustrap stared at him with unexpected amazement. Mistoffelees dropped his gaze, panting heavily with his fangs bared. In his rage, he had stood up. Now he fell back down onto the mattress, bringing his knees to his chest and resting his arms on them. He hadn't meant to say such things or seem so heartless, but this pent-up anger had to be set free. Also, he felt this way. If this was how he was going to be understood, and not always seen as everyone's sparkly, cheerful magician, so be it.

The silver tabby cleared his throat. When he spoke, his voice sounded strangled. "Mistoffelees, I never really… Um… I see."

Mistoffelees smirked grimly. "Really."

"No, I_do_… But you have to apologize. Nothing can ever be fully mended without this… you know?"

"I'm not going to. I can't."

"Why? Why can't you?" Munkustrap sounded angry.

"I don't feel like it. Plus, he's a jerk."

"Leave."

Mistoffelees looked down at the place where Munkustrap was sitting. It was now empty. Looking around, he spotted his form standing with his back to Mistoffelees. He was pointing to his doorway.

"But Munkustrap—"

"If you're not going to do something to fix this matter, then go."

Fair enough. Mistoffelees got up, heading slowly for the doorway. "Goodbye, Munkustrap." Munkustrap began turning to Mistoffelees, probably intending to say something, but whatever he was going to say was never heard, because Mistoffelees dashed through the doorway, trying to get away from Munkustrap, away from Tugger, away from the Jellicles, away from the junkyard, away from his magic… Even though Munkustrap didn't mean it that way, Mistoffelees took "leave" to mean "leave the junkyard."

Although he had to leave, and wanted to, he was going to miss Etcetera's joyful giggles, Jennyanydots' knitted kitten mittens, Pouncival and Tumblebrutus' crazy ideas, and Victoria's wonderful dance recitals. He had no _real_ family to miss, though. He had been left in the Jellicle junkyard, orphaned, by his mother seventeen years ago. That's what the Jellicle tribe leader, Old Deuteronomy, said, at least. His foster mother had been Jennyanydots, who had always wanted a kitten but never had had a mate to have one with, so Mistoffelees was like a gift from the Everlasting Cat, swathed in a navy blanket with a note that said nothing more than his name. This fact made him bitter towards his mother, wherever she may have been, since nowhere on the note did it say to please take care of him or anything. Nevertheless, Mistoffelees missed all of those cats, and he was going to miss a certain queen also. Demeter.

Demeter and he weren't particularly close, but he would miss her. Occasionally he would get a slight nod from her in greeting, but sometimes that was all he would get in a day… a week. He now wished they had been closer to one another, and they had done more than give silent acknowledges.

This queen was reminiscent of him in the way that almost everyone had a certain view of her, which was shared by almost everyone. It was strange, but one night when Demeter was stressed out—and drowsy—she had told Mistoffelees of her troubles, and how upset she was of how the other cats thought of her. That was the first and now the last time they had shared a real conversation. She had told him of her time with Macavity, who was Munkustrap's and the Rum Tum Tugger's brother. Mistoffelees had bristled at this point in the conversation. He hated Macavity and probably always would, but he grew less tense as Demeter went on. She said she had loved Macavity, and that he...

* * *

"… held a certain charm," Demeter slurred her words together slightly—sounding tired—although Mistoffelees knew she wasn't just rambling, but saying what she really felt. He listened to her, trying to listen to what was said and what wasn't said. He had a growing talent of hearing what people were saying behind the words that were actually coming out of their mouths.

The golden queen was lying on her belly, her head on her paws while she gazed dreamily at the sky. Mistoffelees lay sideways next to her, staring into her honey-brown eyes. He took a drink of the creamy milk that Demeter had prepared for them both.

"I really did like him… It was weird how we met, though," she let out a charming laugh. Mistoffelees smiled. "I was a kitten at the time, and I had gotten hungry, so I went searching for things to eat. I was mad at my mother too… we had gotten into another fight, so I left the den for food. Usually Mother brought home food, but… well, when I arrived at the stream, I saw another cat. It turned out to be Macavity, who had also come to get some food.

"Later, I found out that he came there all the time for food… He had problems at home, too. When I got to know him, I discovered he hated his family because they never loved him quite as much as his brothers. I maybe should've been scared, but I wasn't. I comforted him, and… well, eventually I started having a relationship with him." Mistoffelees was not looking at Demeter anymore, but staring at his paws.

"We just had so much in common with one another. When he talked to me he said things that I had always felt but could never find the words to say. He told me about how everyone took him to be a bad cat, and no one ever got close to him, among other things. That's how I started liking him. It started out as pity, but then grew into something more… intimate.

"At times I was harsh, but I always felt bad. It felt like half the time I was apologizing to him. We were together until a while after I came of age, and by that time we got together whenever possible. He would get so sad when I was mean to him, and I felt worse knowing that his family was probably like this to him, too. I started using that against him, saying he was worthless and no one loved him. I knew that was his weakness. I was so horrible to him! These cats don't know anything about Macavity or me!"

Mistoffelees looked at her to find her face tear-stained and her eyes still producing heavy tears that streamed down her face. Her voice was very calm throughout her story, but on the last part he had heard a few sobs. He laid a paw on her back sympathetically, and she closed her eyes.

"I'm okay… I just don't know why those _Jellicles_," she growled with contempt, "think I'm so fragile. Macavity is. I still feel some regret, even now. I'm sorry."

Mistoffelees didn't know what to say, or even if the queen's apology was for him or for Macavity, so instead of responding, he drew her close and began stroking the wispy, amber fur of her back. Her sadness angered Mistoffelees, and it was then that he began to cultivate a hate towards the Jellicles. He wondered how they could treat such an amazing queen in this manner.

He laid his head on her shoulder, nuzzling it. A tear from his eye fell onto her shoulder, darkening the light fur. Mistoffelees moved back to look at Demeter, and gently wiped some newly-formed tears away. They both closed their eyes, relaxing in each other's arms.

Mistoffelees whispered through the darkness, "Demeter?"

Demeter was silent for a while, and he awaited her answer with patient understanding. She took a few shaky breaths, and then said, "What is it?"

He hesitated. "I understand."

"I'm glad." There it was, what Mistoffelees had been searching for beneath her words. She felt lonely.

"Goodnight."

"Goodnight, Mr. Mistoffelees."

"Just 'Mistoffelees'. Sweet dreams."

"You too."

After this, there was a comfortable silence. Mistoffelees looked at the moon. It was shining so brightly tonight that he had to look away for the pain it caused. He looked at a patch of daises that grew a short distance away. The yellow color of the daises was very pretty, and he looked at Demeter resting against him. He didn't sleep, instead trying to see what lay beyond the field of gold.


	3. The Dark Cave

Trees rushed past Mistoffelees' face in a blur. The cool summer air felt nice on his warm face, and he sprinted, trying to outrun the wind. He turned around to see if anyone or anything was following him, for he thought he had heard a snap of a twig. He stopped running, easily catching his breath. He took in his surroundings. He had never been this far beyond the junkyard before, and everything—the shadows, the trees, the very wind itself—seemed unfamiliar to him. It thrilled him.

He started walking in a random direction. He had been running for a while now, and the moon hung in the night sky next to twinkling stars. The stars seemed to mock his sad situation while he stood beneath them, fleeing from his homeland. He began running again.

As the night went on, the air surrounding him began to get colder, and he felt his fur stand on end as rain fell onto his fur. He thought the exertion of running would keep him warm, but he was wrong once again. He peered into the darkness of the woods, past the huge trees towering above him, searching for a place to stay the night. He couldn't turn back to the junkyard because he was much too far away. Besides, they probably wouldn't accept him now.

Mistoffelees ran, holding both arms close to his chest in a desperate attempt to keep warm. Stumbling as he ran through a dense part of the woods, he fell down onto a rock. He clutched the side that hit the rock, and hoisted himself onto his feet. He ran, and he couldn't catch his breath quite as easily as he could before, and many a time he had to stop and hunch over. His side had developed a large purplish bruise by this time, and even to touch it caused him great pain.

Thoughts were hurriedly rushing through the tom's mind. He thought of the coldness, and how if he didn't reach a shelter soon, he might go unconscious. He was shivering badly, and each hastened step seemed to increase the pain in his body.

In the darkness, he thought he saw a shelter illuminated by the moon's light. The rain fell lightly now, and he blinked several times, trying to see the shelter through the rain that had dripped down his forehead and into his eyes. Once his vision was cleared, he was certain there was a cave, and trudged toward it.

Upon hearing a faint howling, he tore through the woods to where he thought the cave should be. It was in fact a cave, and he dashed into the mouth, hiding behind a large rock inside. The inside was dry, and there was a thin layer of rain separating the outside from the inside of the cave. Through the water, he spotted two shapes: pekes.

The pekes had a lion-like look to them, and their small faces had an expression of annoyance. The larger peke had cold black eyes, but he couldn't see the smaller one's face as well, because an immense layer of thick cream fur was covering most of it.

"I'm sorry, master," the smaller one whimpered. It had a tiny voice, similar to its body.

"Don't do this again, or this will be your last apology," a threatening voice rumbled. Both Mistoffelees and the small peke shivered, but not because of the weather.

The pekes lifted their noses skyward, and Mistoffelees froze. They were trying to get a hint of Mistoffelees' scent. He knew this to be true because the pekes began wandering slowly towards the cave. The pekes were appearing to converse as they did this. Then suddenly, they changed course and fled the scene. Mistoffelees let out a relieved sigh. He was safe; for now, at least.

Mistoffelees took a tour of the cave. He didn't know how long he would be staying here, so he might as well get used to it. Gathering leaves that were most likely blown in by a rush of wind, he settled down onto his makeshift bed, trying to fall asleep. He was shivering.

* * *

Mistoffelees woke up from his troubled, dream-filled sleep. It was still night, and it was still as cold as ever. He tucked his tail closer to his body, trying to produce heat. Nothing helped, and he watched his breath fog out in front of him. He let out pathetic mewls, wishing someone could hear him.

* * *

It was the next day, and Mistoffelees could hardly move a muscle from sleeping on the stone ground, _and_ in an uncomfortable position. Standing up, joints popped loudly. He yawned and stretched, still feeling tired. It was already hours after noon. He groaned, feeling like he hadn't slept nearly enough.

As he walked to the mouth of the cave, he felt his stomach rumble hungrily. He looked down at it. Annoying. He walked back to his bed, lying down and falling asleep after much waiting.

* * *

The tom felt his head throbbing in pain, and he awoke to find that it was afternoon. Mistoffelees had been in this cave for more than a few days now. Every part of him ached and he was ravenous from not eating since he left the junkyard. But he felt weak too, and he didn't want to risk going out to hunt for food when he would be so vulnerable to any predators that might come his way.

"I wish," Mistoffelees said to himself, "I had food." Mistoffelees had been speaking to himself frequently. One reason, for entertainment, another reason, because he was starting to feel out of it. The loss of food and company had made him feel peculiar. Not to mention, he always had weird conversations with himself. It must be a side effect.

Mistoffelees continued. "Also, I wish I had a pillow. A pillow made to look like me. I like black and white things. I like things that look like me. I like me. I don't like other people. They're mean to me. Demeter doesn't look like me. I don't like her." After saying this, the tom knew he must be crazy by now. He was rambling and saying things he had never thought before, or even believed.

The cat's throat was parched and his stomach aching. He had fainted a few times when trying to stand the day before. It was a rule of thumb that things can't survive as long without water than they can without food, so Mistoffelees knew he needed to find water before he withered away, like so many daises before him.

He lifted himself up partially and started crawling forward on his paws and knees. He tripped on his paws. His _paws._ He lifted his chin, determined to survive. A sound reached his ears. He perked up his ears. Distantly, he heard a dripping… which meant… water! Mistoffelees started crawling towards the back of the cave, straining to hear the sound. As he went further back into the cave, it got darker, and there was no light to reflect off his eyes so he could see. He closed his eyes, putting all energy into his hearing senses. The dripping was close now. He crawled to the right. Water fell on his coat.

Instead of bristling, as he had done during the night of finding the cave, he practically jumped for joy. Although, he couldn't actually do this, because the joints in his knees hurt too much to stand, much less jump. Also, he didn't have that kind of enthusiasm. Tilting his head back, he let the water fall into his mouth. He felt the droplet's path down into his stomach, and enjoyed how it moisturized his starched throat and dry lips. He drank more, and appreciated it when a fat droplet fell into his grateful mouth.

After the water had stopped dripping, but before his thirst had been quenched, he crawled back to his bed. He lay down, feeling a little bit better.

"I go to sleep now. Goodnight, Mr. Rock." The rock that he had hid behind on his first night here had started to remind him of a feline, particularly Munkustrap (for this reason, he was verbally abusive to the rock; he apologized afterward, though), so a lot of the time he would have conversations with it. They didn't have very engaging conversations. The rock kept mostly to itself.

* * *

As much as he tried to, Mistoffelees couldn't wake up. His head was throbbing with pain. Worst of all, he was having nightmares, many of them involving his death. Many of his deaths were by torture or by being devoured by hungry monsters. Oddly enough, the monsters and torturers had dark green eyes that shone with an evil gleam.

Mistoffelees writhed in agony, feeling the pain he imagined in his dreaming. He was talking in his sleep and mewling loudly enough for it to echo in the cave. If anything heard him, he would surely be done for. He was sweating profusely and tossing around on his bed of leaves, occasionally banging his head onto the stone floor.

Through the horrible creativity of his nightmares, Mistoffelees felt paws touching his face, trying to wake him. Mistoffelees tried to wake, but was unable. The paws grew insistent, and pulled his eyelids apart. His eyes rolled back and forth with dreaming. The rush of reality made it hard for Mistoffelees to see, but through his blurry vision he saw the shape of a cat.

"Everlasting…" Mistoffelees' voice was quieter than a whisper and very scratchy. Was he dead?

"You'll be safe… soon, kitten…" the warm voice promised so much that Mistoffelees needed that he didn't mind being mistaken for a kitten.

And then he fell into a sleep untroubled by nightmares.


	4. The Railway Cat

The sound of rolling wheels greeted Mistoffelees when he awoke. Opening his sore eyes—this was somewhat difficult, since his eyelids where glued together from all the sleep he had had—, he blurrily looked around to see a room filled with glittering sunshine. The room was shaking. He felt a thick blanket covering his entire body, but he couldn't see it. His sight was still fuzzy, even after the night before when he was rescued.

Even with the bright light of morning, he could barely see anything. He got outlines and some details, but that was about it. Distant images flew in front of his eyes, and strange, giant boxes of some sort lay around him. He was a little scared, but he felt much better, and began to relax. Ironically, he immediately began panicking.

_Wait_, Mistoffelees thought, _how did I get here? How long have I been here? Am I safe? _There were a lot of things he didn't know and couldn't remember; these were just at the top of the list. He vaguely remembered being thirsty, green eyes, and a cat. He also then recalled being very hungry, and concluded that his memory must be off from the hunger, thirst, and fever he had gone through. He couldn't even remember his foster mother's name...

Mistoffelees put a paw to his forehead. It was burning. He groaned. Shortly after, he became aware of the agonizing heat the blanket covering his body caused, and threw it off of him. Ever since he left the junkyard, everything had turned out horribly. Maybe he shouldn't have left.

Mistoffelees wanted to go near the window that contained the green scenery and have the wind cool his feverish body, but he felt too weak to put forth the effort. He rolled onto his side, and the bruise he had received nearly a week ago began to ache again. He turned onto his other side. It wasn't comfortable, considering his pain of his bruise and his high temperature, but it was the best he could do. Although, Mistoffelees hadn't been very comfortable for a while now. A very _long_ while.

Just when he was beginning to feel sleepy, two long whistles made him jump. The whistles were very loud, and pierced his ears. His ears were extremely sensitive to sound, and this sound was the loudest thing he had heard for a long time. He clamped his paws over his furry ears, squeezing his eyes shut. Mistoffelees didn't feel very tired anymore. Even after the noise stopped, he kept his paws over his ears, preparing for another sound. The only sound that he heard afterwards was a chugging noise slowing down, and the room he was residing in stopped shaking. He felt an absence of moving forward, and thought he must've been traveling in something.

The sound of footsteps was the next thing Mistoffelees heard after he removed his paws from his ears. He panicked again, and was reminded of Munkustrap. Darting his eyes around the room, he looked for a hiding place. Whether he found one or not, it didn't matter, because a figure entered through an open door. Mistoffelees felt fearful, and pulled the blanket over his head, knowing that it was useless to hide him. He heard a cheery laugh close to him and cautiously peeked over his covering.

Through his still hazy vision, he could see that the tom was covered in a thick, orange fur, and had a few stripes of brown on his legs and arms. Mistoffelees thought he saw a lighter, jollier orange highlighting the brown stripes. This cat's mane was well-kept, and Mistoffelees saw more brown and light orange stripes covering it when squinting, but he couldn't quite see the face. Atop his head was a black hat with a large, golden stud on it. He was also wearing a black vest, with a golden bell on the collar, and a golden badge over his heart that read, _porter. _Dangling from one pocket to the other was a golden chain. The tom, who he thought must be smiling, gave off a pleasant aura, but Mistoffelees felt wary. What if this cat knew what he had _done_? His fur bristled.

"Hello," the tom said. "I see you're awake. It's been days since I saved your fur from that cave. All you ever did was sleep and eat!" He laughed again. Mistoffelees blinked. "Oh, sorry kitten. You may've forgotten. You were awfully feverish… never spoke a word, neither. Only groaned and the like." He had some sort of an accent, but Mistoffelees couldn't quite place it.

The confused Mistoffelees squinted. "Who're y—"

"Ah, pardon me. I'm a little worried, is all." He took off his hat, and bowed deeply while flourishing the hat. "Skimbleshanks, at your service." He placed the hat back on his head, and paused. "Or Skimble, if you like."

Mistoffelees nodded. "But where a—"

Skimbleshanks burst into the conversation again. Mistoffelees could tell he must have a bad habit of interrupting cats when they're speaking.

"Well, you're currently in the luggage van of the famous train, the Midnight Mail, little kitten." Mistoffelees could tell he was going to elaborate, but this time Mistoffelees interrupted.

"I'm not a kitten."

Skimbleshanks looked sheepish. "If you don't mind me sayin', you're lookin' rather young… Common mistake, I imagine?"

Mistoffelees shook his head. "No…" He was short with his answers to this cat, but he felt timid. Even so, he was curious to learn more about this so-called _train_, and this cat Skimbleshanks.

"Anyhow, you feelin' a bit better? You were runnin' a horrid fever yesterday. I do hope you feel better, then you'll be able to return to your home."

"I don't have a home." _It's relatively true_, he thought.

"Hmmm…" This wasn't really a response, but Skimbleshanks looked thoughtful. "And what's your name?"

"Um…" Mistoffelees hesitated. It wasn't as if Skimbleshanks seemed like a notorious criminal or something, it was just that Mistoffelees felt unsure. He had never been outside the junkyard, and he would feel too vulnerable if he told him his name. Mistoffelees _would_ feel bad about lying, but this couldn't be helped. Nobody could be too careful. He thought of a name quickly. "Quaxo. My name is Quaxo." He nodded for emphasis.

Skimbleshanks gave an unfathomable expression. "Right. Quaxo, you're well met. If you're not leavin', I hope you're prepared for some labor. I can't have you stayin' here without payin' your share." Mistoffelees couldn't really tell whether this was meant good-heartedly or was a reluctant acceptance. It wasn't important, because now Mistoffelees had a place to stay. A place to sort out himself and maybe teach himself to not lose control. Such mistakes were irrevocable.

Skimbleshanks knelt next to Mistoffelees and placed a gentle paw on his forehead. There was none of the same hesitation that other cats showed toward him, as if they were afraid to get too close and upset the—he noted contemptuously—"delicate internal balance" of the magical Mr. Mistoffelees.

"Definitely still a fever," Skimbleshanks confirmed. "I guess you'll have to recover before I can show you around… That's fine, though. When I saw you, you were havin' a fit, and was yellin' a name that sounded awful like 'Tugger.' Who's that?"

Again Mistoffelees hesitated. _How could he have remembered that?_ He looked at the cat, wondering what he was thinking. Distracted, he looked down at himself. As far as he could tell, he was covered in dried mud, and his fur stuck out randomly over his body. He desperately needed a bath. He wasn't going to ask this cat to do that, though. He looked back up. He was still waiting for an answer, and still had an unreadable expression. "No one. I think I forgot your name… What was it again?"


	5. Maideeson and Humans

For the next couple days, Mistoffelees stayed in bed as he'd been doing, though the location had changed. Skimbleshanks said that when he had found Mistoffelees, he didn't have much time to get him to his own bed, but only to the luggage van. Mistoffelees understood, but was very relieved to lie on Skimbleshanks' soft, warm bed and relax. During those two days he was given a lot of food—more than he had ever eaten in one meal—and even more water. The water was frequently given. All in all, Mistoffelees was very blissful. This special treatment suited him just fine, especially after his stay in the leaky cave.

Mistoffelees learned more about Skimbleshanks during their short conversations and when Mistoffelees was strong enough to peek through the door of Skimbleshanks' den and see him (though still not quite clearly; his vision was still off). He learned that the golden chain in his pocket was really the chain connected to a pocket watch, and that he checked it frequently. When Mistoffelees asked, Skimbleshanks said it was because the Midnight Mail, the train he was on, was very popular and had many travelers, therefore meaning it also had a strict schedule to keep. Mistoffelees wondered if he would have to do whatever it was that Skimbleshanks did. All he wanted to do was sleep and eat and drink. At the moment, anyway. Even though all this was very nice, he was worried that he was gaining weight. He wasn't the best looking tom—there was only one tom who claimed _that _title—but he definitely didn't want to get fat.

There were other things that Mistoffelees learned. Skimbleshanks tended to get cranky when he was off schedule, and demanded perfection in basically every aspect of his life. The only thing, as far as Mistoffelees was aware, that Skimbleshanks didn't mind being not absolutely perfect, was his hat. That cat never took the thing off. Even though Skimbleshanks kept his vest clean and neat, his hat was beyond repair. Mistoffelees noticed this when he got close enough. He saw small holes here and there, and the thing looked absolutely worn. Although, the golden emblem was polished and Mistoffelees could even see its shine. Skimbleshanks said he had a lot of memories shared with this hat.

Skimbleshanks and Mistoffelees still remained rather distant, which was mostly his fault, but the other tom didn't seem to mind. In fact, he seemed to like it. Sometimes he thought that, maybe, Skimbleshanks just didn't like him. But, for the most part, it seemed more likely that he wanted an easy break when—if—Mistoffelees left. He didn't want to get too close.

At this time, Mistoffelees was lying by a window in Skimbleshanks' room, curled up and dozing peacefully. The sun warmed his fur and he was loudly purring, if a little stuffily from his slowly-receding fever. He sniffed and gave a miaow when poked in the shoulder. Blinking several times, he turned to face a blurry Skimbleshanks.

"Mistoffelees?" he whispered. "Sorry to wake you so, but you feelin' better? It's all nice outside, and I was wonderin' if I might not show you around… How 'bout it?"

The sleepy tom rubbed his eyes. "I can't see, really."

"Oh, why didn't you tell me before? The stationmaster's bound to have some, er, _Maideeson_ around to help with that. C'mere, Skimbleshanks'll help." Skimbleshanks held out a paw, and Mistoffelees took it, and helped him off the window sill. Mistoffelees hadn't walked far in the past days, the farthest being to the sill. Now, as Skimbleshanks placed one of Mistoffelees' arms over his shoulder and one of his own arms around Mistoffelees' waist, he realized he should've done a bit more walking. He felt clumsy and limped every other step. He hadn't noticed this when he went to the sill—he hadn't used his legs much. There was mostly crawling. As he was walking, he wondered what _Maideeson _was. It sounded like "mighty song," and _that_ reminded him of singing, and how his voice was naturally high. It didn't feel like his voice sometimes.

As they stepped out of the door, which Mistoffelees had never used yet, he saw tall chairs filled with humans. There was a red carpet covering the narrow walkway, and when he looked up, he saw luggage in overhead compartments.

"Skimbleshanks," Mistoffelees started. This was the first time he had used his name. He perked up. "What is a train?"

Skimbleshanks stopped walking. Mistoffelees stumbled. "What's a _train_…" he seemed appalled by this question.

Mistoffelees laughed nervously. "Should I know?"

"Ah," Skimbleshanks continued walking. A few people were watching them. "It's a locomotive. You know, it takes things places. It's like an… automobile?" Skimbleshanks seemed to ask if Mistoffelees knew what an automobile was. He nodded. "Right, it's like an automobile. 'Cept not. There's a lot of vans attached together, and the one at the front has Mr. Conductor and Stoker. Mr. Conductor is in charge, and Stoker keeps the train goin'. The van we're in the Sleeping Car Express… You could say I'm in charge here. Ever heard a train's whistle?" Mistoffelees shook his head. "You miss out, Quaxo. It goes long or short…"

Mistoffelees remembered the unusual sound before the room had stopped shaking. "Wait, I did when—"

"Good! Good. Glad for that, even though you're findin' out _now_ and all… It's like a signal. For communication. Well, we're here."

During their trip he had unknowingly walked out of the train, and was now standing on a platform with much hustle and bustle. He turned around, and gazed upon the Midnight Mail for the first time.

The train was awesome, and a shiny velvet black. Steam was billowing from a pipe at the head of the train, and a metal gate covered the bottom half of the front. Stretching across the body of the train was: _The Northern Midnight Mail_. What Mistoffelees wanted to know was why people were boarding it in broad daylight. He supposed it didn't stick to its name much. Guards were entering and exiting the train, and a man stood next to one of the vans, collecting small pieces of paper from people, who then entered into the train. He guessed it was a sign that they had the privilege to board the train.

"Impressive, eh?" Mistoffelees nodded. Skimbleshanks smiled proudly. "Well, we still have to get that _Maideeson_ for you." They started walking again. A few smaller humans stared at the two of them, and petted the feline's heads. Mistoffelees hissed, which actually made a few cry, but Skimbleshanks purred and seemed used to the attention. The humans stopped after Mistoffelees bit one of them on their thumb, drawing blood. He received a smack of the head in return, and decided not to bite if anyone petted him again.

They were greeted by a large man in a black suit with large buttons. "Skimble! I see another cat here. That your kit?" Skimbleshanks shook his head, and let Mistoffelees go. He fell. Skimbleshanks shrugged in apology, not saying anything, and jumped on the man. He made his way up the arm, and nudged a pocket when he was perched on the man's shoulder. The man took out an orangish-brown bottle with a white label on it. Skimbleshanks pointed to the man's eyes.

"Okay, let me get some o' that…" He walked away with Skimbleshanks. Mistoffelees was left alone for a few minutes. During that time, he watched the tall humans walk about, wearing elegant coats and hats. This all seemed very formal. The two returned, and Skimbleshanks was set down gently.

"There you go, Skimble. Be off! Remember, you still have a schedule to keep!" Skimbleshanks smiled, and picked up Mistoffelees. They walked away.

When they returned to Skimbleshanks' room, Mistoffelees was set down and said, "Why didn't you talk to the human?" If he would've done that, it would have been much easier to get the _Maideeson_. _Or talk to me_, he added silently.

"You don't know much about them, do you?" Without waiting for an answer, he continued. "We can't talk around them. Even if we did, they wouldn't hear nothin'. It's best not to try. Haven't you been around humans before?"

"No, but I've heard about them."

"We have our rules and they have theirs. We can't be goin' around tryin' to mix our lives together. It wouldn't work, anyway. Can I give you the _Maideeson _now?"

"…okay," Mistoffelees said. "Will it hurt?"

"Nay to that. Surprisin', that's all."

Taking a bottle out of his pocket with the watch in it, he kneeled over Mistoffelees, and motioned for him to lie down. He complied, and rested on his back, watching the tom. Skimbleshanks squeezed the bottle between his fingers, and liquid fell into Mistoffelees' right eye. He flinched, trying to get away.

"It's okay, Quaxo," he spoke soothingly. "Just one more." After Mistoffelees quieted down, Skimbleshanks squeezed the bottle again, and the liquid fell into his left eye.

"You can blink now," Skimbleshanks said, and Mistoffelees did. He felt the liquid cover the expanse of his eyes, hydrating them. His eyes began to ache less, but his vision was blurrier than ever. _Maybe it will go away_, he thought. _Maybe it's supposed to make me see_. Mistoffelees continued to lie down even as Skimbleshanks walked out of the room. As he lie there for about an hour, the blurriness began to diminish and he could see better than he had seen in the last couple weeks. Also during this time, he had heard the train's whistle, two short ones, and it had begun to move. He sat up when Skimbleshanks returned.

The orange tabby walked over towards him "So? Is it better now?"

"Yes. Thanks." Now that his eyesight was fully restored, every detail of Skimbleshanks stood out in glaring detail. He had a pleasant face, with a friendly smile on it, and stripes were extending from the sides of his face. His face was angular, and his eyes were expressive. His eyes were a bright emerald, and they appeared to be smiling, also.

"I'm glad that's taken care of. So, _are _you feelin' good enough to let me show you around?"

"Yeah." From that walk outside, he got to breathe in the fresh summer air, even if he was next to a train. His legs were wobbly, but his eyes felt great.

"Capital! Let's see... what do I want to show you first? I've needed an assistant for some time… want to be him?" He nodded. Skimbleshanks' smile grew wider. "You, lad, are turnin' out to be quite a tom! Never knew the like. I should introduce you to the crew first. The train's movin', so we'll have to be careful. 'Kay?"

He assumed that he would get agreement, and helped Mistoffelees on his feet. They began their trek out to the other vans of the train, but this time, instead of heading outside, kept walking forward. The walk was very long, since they had to carefully walk over gaps between the vans. This was frightening for Mistoffelees, seeing the ground moving so fast underneath his feet and the wind whipping his mane around his face, but Skimbleshanks proved once again to be his usual helpful self, and they managed to get across.

This pattern continued, and as Mistoffelees grew less afraid, he needed Skimbleshanks' help less and less. Although, he _did_ sit down and scoot across some of the gaps; but it still was progress.

Skimbleshanks informed him later that they arrived at the front of the train. This was where Skimbleshanks had intended to go. He wanted to work his way back, introducing Mistoffelees to the crew. He also wanted to show him the different parts of the train, after debating whether he should that day or tomorrow, and deciding on the former.

Inside the head of the train, there were two men. They were both wearing black suits, like Skimbleshanks' vest, and one was at a wheel while the other was continually shoveling something into a stove.

"These chaps are Engineer and Stoker," Skimbleshanks whispered into Mistoffelees' ear. "Stoker puts coal into the boiler to maintain the train's steam pressure, and keep the train runnin'. Remember I told you 'bout him before? The Engineer drives the train."

He walked over to Engineer, rubbing his head against his leg. The man looked down and petted him. Stoker looked over, too busy to give attention to the cat. Skimbleshanks padded over to Mistoffelees, and they left.

In the next vans, Mistoffelees met various other people. There was Crew Driver, who supervised the train's crew, Mr. Conductor, Junior Conductor, and was told about Brakeman S. and Brakeman L., who weren't actually on the train. They switched the train's vans in a train yard, were trains stopped to switch vans. They also carried lanterns to signal to Mr. Conductor. "It's like the train whistle," Skimbleshanks said. Mistoffelees asked if the stationmaster was at a train yard, but Skimbleshanks said that that was a station, where travelers and freight were taken off and put on. Mistoffelees was getting confused by all the information, but was assured that he would get used to it as he continued to stay here.

When they arrived at the very rear of the train, one van after Skimbleshanks' den, Mistoffelees was introduced to Flagman. Flagman, he was told, was assigned to the train's rear, and did whatever needed doing there. When it was necessary, Flagman would be outside the train, usually while it was moving, and give the proper signals. For instance, when other trains were going to pass it, he would have to light fuses to signal for clearance.

Instead of being dropped onto the ground, Skimbleshanks carefully set down Mistoffelees, and walked over to a figure wearing baggy overalls, a white, long-sleeved shirt, enormous black boots, and a navy hat. Grime was caked onto most of the outfit, and his back was turned to them while he sat on a stool. Skimbleshanks caught Flagman's attention by miaowing loudly. He turned around from playing cards.

Mistoffelees noted, rather embarrassingly, that Flagman was actually a _she_. The rest of the crew had been men, so it seemed only natural that this one would be male also. He was wrong. _Very_ wrong. This woman had one of the most feminine faces he had ever seen with big green eyes, and couldn't believe how he could've gotten her gender confused. Also, her waist was slim and her body full of curves. Mistoffelees felt very stupid. Even with his little knowledge about humans, he knew the basic look of their females.

"_Bonjour_!"The woman sat down onto the floor with the cats, smiling. Mistoffelees had never heard this word before, and assumed she must be a foreigner, like Skimbleshanks. She picked up Skimbleshanks and set him in her lap. He purred contentedly. The two seemed especially close, considering how he let her snuggle with him so. The woman looked over at Mistoffelees with golden eyes. The light probably made them appear to be so, though.

"'Oo is zis kitty, my Skimble?" Mistoffelees started. _How does she know his name_? he wondered. The name "Skimbleshanks"—or "Skimble"—only belonged to one cat and it was the one lying in this lady's lap. Skimbleshanks stayed silent, and blinked slowly at the woman.

"'Quaxo', you are called?" She raised an eyebrow suspiciously, but she couldn't have possibly known that it wasn't his true name. But it still wasn't explained how she knew _that_ name either. He jerkily nodded. Her full lips formed a smile. "_Enchanté_. My name is Francesca, but she is not liking of it, so Fran. Fran and Skimble 'ave been friends for a long time, and she wants to be friends with his friends. Does Quaxo want to be friends wiz Fran? She 'opes you do, so zat she can stop speaking in ze third person and get to know Quaxo like she knows Skimble." She laughed loudly at her own joke, and her eyes shone with merriment. Skimbleshanks and Francesca had that same pleasant aura about them, and Skimbleshanks must have picked up some of her habits and traits. Mistoffelees was a little confused though. She had two names: Flagman and Fran. Cats had three names, but all the humans he had heard about only had _one_ name. And a last name, which cats didn't have. Humans were strange creatures.

"_Do_ you want to be friends, Quaxo?" he miaowed an affirmative, and she leaned over and scooped him off the ground. He momentarily felt the sensation of his stomach dropping, and then he was placed next to Skimbleshanks. "Zat is good. As I said, I need to be knowing you. I am getting lonely sometimes. Zere's not much good company 'ere, and you seem better zan zose big, smelly men out zere." She gave her twinkling laugh again. "Zey are _indeed_. I can't stand zem. Some of zem like me a little _too_ much. I bet you are 'aving zat same problem, no? An 'andsome cat like you should 'ave zose girl kitties begging at your door night and day!" Once again that joyous laugh.

Mistoffelees blushed, turning his face away from Skimbleshanks, who was giving him a questioning look. He had never really thought about things like that. No one had even gotten close enough to him for him even to consider things like… _love_. He only remembered having one crush, when he was still a kitten, and that hadn't turned out well at all. His crush had been Munkustrap.

As he thought back on it, the more he blushed in Francesca's and Skimbleshanks' presence. It hadn't even been that much of a crush, anyway.

When he was orphaned by his mother, Old Deuteronomy had been the one to find him, but he still was turned over to Jennyanydots. Old Deuteronomy had had three kittens at that time, and all with different queens. His kittens had been the Rum Tum Tugger, Munkustrap, and Macavity. No one liked to mention the last kitten, as he was later exiled from the Jellicle tribe for crimes Munkustrap himself wasn't told. So Old Deuteronomy had a lot to handle: a cat that had a different queen every other week, and a kitten who was off getting into fights. Munkustrap had envied Macavity, and knew he was tough. The only bad thing that he had known about him was that he frequently got into fights. Munkustrap wanted to be tough like Macavity, and so scampered off into other lands, picking fights with anyone.

Old Deuteronomy, tired of having to see Munkustrap hurt, decided to have him to hang out with friends who might calm his violent nature. The Jellicle tribe leader had seen how shy and polite Mistoffelees was, and so introduced the two. They had been awkward toward one another at first, which would and will always happen between any cats so unalike, but they grew to be friends. Munkustrap had been Mistoffelees' only friend in the junkyard.

Mistoffelees taught Munkustrap lessons in manners, as told to by the leader, and he in turn was taught how to throw a punch. Mistoffelees had never needed to fight anyone, though. The two had duels, but had always been for fun. Even so, Munkustrap had won every time.

Once, when the two were play-fighting each other, Munkustrap laid a blow a little too hard on Mistoffelees. He started crying, and Munkustrap whispered apologies while he held him. Eventually Mistoffelees had calmed down, and as he felt the touch of his friend, he started to feel differently toward him. The only other cat in the junkyard that had even dared get close enough to touch him was Jennyanydots, and even her touch was only on rare occasions. She had found out that she didn't want a kitten so badly anymore.

Over the course of a few weeks, Mistoffelees knew that his new feelings were a product of idolizing Munkustrap, who had grown into an excellent tom with Mistoffelees' lessons on conduct. Mistoffelees grew awkward, and was noticed. He had been questioned by Munkustrap, but passed it off as being distracted by thought. True enough. He had wanted to be closer to Munkustrap, and had laid a paw on his shoulder or gave a ruffle of his mane as frequently as he could.

Then, as Mistoffelees thought he was finally getting over his "crush", the two decided to go play around the tires, a popular place to play with friends. While they rested after a game of tag, which was actually very fun even though only two cats were involved, Mistoffelees had thought Munkustrap felt the same. He had given him a quick kiss on the cheek.

Munkustrap and Mistoffelees weren't close anymore.

Not much time had passed, and Mistoffelees was still blushing. Fran was silently petting Skimbleshanks, who in turn was staring at Mistoffelees. He shook his head.

"Well," Fran said after blinking her seemingly-golden eyes, "I quite enjoyed our rendezvous, but I'm needing to be getting back. My card game is getting very intense!" She placed Skimbleshanks and then Mistoffelees softly onto the ground, and bent over to give each of them a kiss on the head. "Go 'ave fun, my darlings! _Adieu_!" She touched her cap, her blonde, wavy hair stirring, and turned to sit down on her stool.


	6. A Conversation During Teatime

"What do porters do?"

It was the day after they had talked to Francesca, and the cats were currently sitting outside of the train. It was exciting to Mistoffelees to see the scenery flying by, and after much persuasion Skimbleshanks had agreed to sit outside. It was a warm day, and the hot sun shining down on him made him sleepy. He was purring next to Skimbleshanks, who was staring at the landscape. As Skimbleshanks talked, Mistoffelees thought he sounded sleepy, too.

"A porter does loads of things… For instance, they could collect travelers' luggage, or take tickets… I usually get luggage. At least, I sort it out. You know, that's why I live close to the luggage van. Or I give signals to Mr. Conductor that it's all clear to go. Why?"

Mistoffelees looked up. "Because… I'll have to do that too, right?"

"Sure. Like an apprentice of sorts. You could be the trainee porter, I s'pose."

"Okay."

"Let's be headin' back. The train's stoppin' and you should start now. How 'bout you collect tickets and seat the passengers while I handle the luggage?"

"Right."

"Then get up, Quaxo! No one likes a lazy worker!" He nudged Mistoffelees, who was dozing off and not giving much thought to anything he said or heard. Although he did hear the last part about what he should do. He yowled in annoyance and raised himself up, and they went through the train and out to the station.

The station was relatively the same as the first one they had been at, so Mistoffelees wasn't totally confused. With Skimbleshanks' direction, he stood next to one of the train's doors, where passengers entered. They seemed baffled at first to be giving their tickets to a cat, but they began to get used to it. The children found it delightful, and gave Mistoffelees a few leftovers from their lunches.

He collected tickets and seated passengers over the next hour. A few were fussy, and one or two gave the poor cat a kick in the side. Now Mistoffelees got used to _this_, and started to dodge the kicks that were mostly given by frustrated businessmen carrying briefcases. After the last passenger was boarded, a frantic, black-haired, teenage girl, Skimbleshanks walked out of the train and past Mistoffelees, and gave some signal to Mr. Conductor. He then also gave a signal as the cats went back onto the train with him. The train moved slowly out of the station and began to gain speed.

* * *

The sun was now low in the sky, and the sky was a combination of pink, purple, and red. Mistoffelees stared out into the sky from the window in Skimbleshanks' den. As he gave an enormous yawn, Skimbleshanks entered into the room with two steaming cups. Smiling warmly, he sat carefully next to Mistoffelees. He saw it was tea once again, but this time black Earl Grey. Skimbleshanks handed him one of the china cups, and as he held it to his nose, he breathed in a citrus smell.

"I hope you don't mind that I put in a little lemon… are you?" Skimbleshanks shifted self-consciously, as if he was embarrassed to like having lemon put in his tea.

"No, it's fine." Mistoffelees had never really liked tea before, but as he was forced time after time to drink it, he began to acquire a liking. It was all Skimbleshanks ever drank. Though Skimbleshanks' favorite was Earl Grey, they rarely drank it. Mistoffelees liked many of the things that Skimbleshanks liked. Probably because they spent so much time together. He started looking at this cat as a close friend.

"That's good. Nothin' like lemon to spice up a tea!" He raised the cup to his lips, and drank deeply. He let out a sigh when finished. "Right on the spot. Good, huh?"

Mistoffelees hastily took a drink, and found his nose had correctly identified the tea. There was that citrus taste, and a trace of lemon. Licking his lips, he said, "Yeah, it's excellent."

"Do you like it here?" The change in conversation was very abrupt, and Mistoffelees paused for a moment before answering.

"Yes, w—"

"Because I like havin' you here. It's nice to have someone to talk to. The last cats here were just travelers. A Persian and a Balinese, I recollect. An odd pair, if I ever saw one. The Persian was a little snooty. Lady Griddlebone, her name was… I think the Balinese was her mate. Can't remember his name for the likes of me!" Mistoffelees hummed thoughtfully. "He was a nice chap, though. Don't know why he would take a likin' to her kind. I wouldn't, since I got a good number of scratches from the lady. She didn't want me talkin' to her mate. Thought I would have an influence on him." he gave a chuckle, and took another drink from his cup. Mistoffelees followed suit. "Anyway, the point is that I liked talkin' to them, even if the queen was stuck up. I feel lonely, not havin' someone I can have a chat or two with."

Mistoffelees looked into Skimbleshanks' eyes, not breaking his gaze. He never had a lot of eye contact with Skimbleshanks, for he felt awkward. He didn't feel that way now, though, observing his bright green eyes that seemed to twinkle and always stay true to every emotion the tom felt. Streaks of darker green made his eyes glow, and Mistoffelees felt a little envious; there was nothing especially pretty about his own blue eyes.

"I like talking to you, too."

Skimbleshanks averted his gaze, and Mistoffelees felt bad about giving such a short answer. He didn't really know what else to say, but he did know that actions meant more than words. After Skimbleshanks had finished his tea and sat his cup down, Mistoffelees scooted closer to him. The orange tabby gave a small start when Mistoffelees rested his head on his shoulder, but he slowly placed an arm around him.

"I'm sorry, Skimble," Mistoffelees muttered, wrapping both of his arms tightly around Skimbleshanks' waist. The two fell back on the bed, holding each other. Skimbleshanks rubbed his arm in an effort to comfort him, and let out a breath.

"I know, Quaxo. Maybe you don't have to go… Maybe you can stay with me. You're a nice tom. If you don't want to go, I won't force you." He placed a paw on Mistoffelees' head, petting the fur there. "I promise you can stay if you want to. You have my word."

"Thanks."

They stayed this way for a long while. Skimbleshanks gently removed Mistoffelees' arms from his waist, and sat up. Mistoffelees felt an absence of warmth. It was now night and stars were gleaming in the evening sky.

"I have to go check on the passengers now, Quaxo." He whispered, and Mistoffelees shifted to a more comfortable position. Skimbleshanks laid down a blanket on the sleepy feline, and patted his head. "I'll be back when you're asleep, I imagine. Sleep well."

With that, he crept softly out of the room, the curtain to the entrance swishing after him. Mistoffelees closed his eyes and curled into a warm ball.


	7. The Duties of a Porter

After Mistoffelees collected tickets and boarded passengers over the next month, he was subjected to more teas. Skimbleshanks had gotten a supply of new tea recently, and was very excited to try all of them. During each meal they would drink a new kind of tea, and some of them were horrible. Skimbleshanks liked every single one of them, well, with the exception of Jasmine tea. Mistoffelees actually quite liked this one, and it was not thrown out only because of this fact. Skimbleshanks complained that it tasted like the soap he used to wash his vest with, but Mistoffelees was very contrary to this fact, and claimed it was wonderful. They often got into arguments over tea, and one time they didn't talk for three days after their quarrel over Jasmine tea. They decided afterwards that arguing about Jasmine tea wasn't very smart.

They arrived at another train station, and this one was small. Not many people were going to board the train, so Mistoffelees didn't have to spend very long doing his job before he went back to the den. When he didn't find the porter, he walked to Fran's van, but she wasn't there either. He almost gave up when he saw Skimbleshanks outside of the train, walking around. Running back outside, he saw the cat pacing. He looked agitated, but Mistoffelees brushed it off as something unimportant. When he greeted him, Skimbleshanks said that he was going to go away for a while.

"Why?"

Skimbleshanks removed his cap and scratched his head. After placing it snugly back on, he heaved a sigh. "I have things to do. Crew Driver is goin' too, and he needs me. We are travelin' to Ireland, I think. It's not so far away from the Midnight Mail, but I won't see you for about a week and a half. Some of the crew is leavin', too, but Fran's stayin', so you won't be all alone."

"But I want _you_ to stay. Why can't _she_ be a replacement or something?"

"Quaxo, she just can't."

"Why?"

"Because _I'm_ needed."

"Why?"

"I've been on this train for a long time, and I'm the best porter around here. They need someone like me. They need me to go, Quaxo."

"But _why_?"

"Because I have to do somethin' more important than stayin' here with you and keepin' you entertained!"

Mistoffelees blinked. He hadn't meant to get Skimbleshanks mad at him, especially before he left. He hung his head in shame, and Skimbleshanks groaned.

"I'm sorry, Quaxo, it's just that _I _don't want to go either, and it doesn't help you wantin' me to stay. Makes it harder to leave. You understand, right?"

"Sure."

Skimbleshanks placed a paw underneath Mistoffelees' chin, and lifted his head to look into his eyes.

"I know you do. Just look after the train for me. I'm sure you'll be fine. You should move into Fran's van while I'm gone. I know you don't like to be alone, and every night you toss and turn, talkin' in your sleep…"

"I still do?" He knew he had previously done this, but he didn't know it was still happening.

"Yes. 'Course I've tried to calm you, but it never works. Fran will take care of you. She's pretty lovin', and I know she likes you. Stay with her. It won't seem like I was ever gone."

Skimbleshanks let his paw fall that was holding up Mistoffelees' head, and searched for approval in his eyes. He swallowed and nodded meekly.

"There's a good Quaxo. I better be leavin' soon. I just wanted to let you know, so that you don't go into hysterics." He smiled jokingly, and Mistoffelees couldn't help but smile back. His happiness lightened Mistoffelees' mood.

"I'm glad you told me."

"I'm glad you're _lettin'_ me go! I'll miss you, lad."

"I'll miss you, too." Skimbleshanks looked as if he were about to say something, but seemed to think better of it, and just smiled at him.

Mistoffelees held out a paw to the railway cat, and he looked at it skeptically. He pushed the paw away and hugged Mistoffelees. He hugged him back, laughing. Skimbleshanks started laughing too, and soon they parted and were on the ground, holding their stomachs from the ache of laughing. Wiping his eyes, Mistoffelees nodded at Skimbleshanks. When they stood up, something seemed to be better.

Skimbleshanks gave Mistoffelees' mane a tousle and said happily, "By the way, I left you somethin' in my den. It's not much, but I hope you like it. I'll be seein' you." He gave a playful wave of his brown tail, and then a wave of his paw. He smiled, and the last Mistoffelees saw of him before leaving was the flash of his green eyes.

Mistoffelees continued to stare at the exit moments after the orange tabby had left, and then journeyed back to Skimbleshanks' den. True to his word, there was a wrapped package lying on his bed and Mistoffelees' alias was written across it in sharp writing. He sat down next to the parcel, and placed it in his lap. Staring at his fake name made him feel guilty, like he had committed an awful crime. It wasn't easy, lying to Skimbleshanks.

_I've never been given a present before_, he realized as he was opening the package. The only thing that came close was the blanket that he had arrived in as a newborn kitten. He wished he had that now. That dark blue blanket was to him as Skimbleshanks' hat was to Skimbleshanks, and he felt even worse. _Cheer up_, he told himself, _you're getting a present right now!_ He opened the cardboard box, and found a small emerald napkin resting on cotton. Placing the napkin in his paw, he peeled away the corners from the center, and fully opened it to find something shiny. The sun made it glisten brightly, and so his eyes had to adjust for a few seconds before he could see it. It was a polished nametag, and read, _porter_. It was identical to Skimbleshanks' nametag, except for the fact that it now belonged to _him_. He owned this golden object. When he placed the box aside, he heard something else rustle inside of the box. He extracted the cotton, and saw a box of Darjeeling tea. This was another one of Skimbleshanks' favorite teas.

Mistoffelees felt a deeper absence than before.


	8. Francesca the Flagman

During the evening after Skimbleshanks' departure, Mistoffelees did indeed move into Fran's den. She was nice about the whole thing, and he didn't have to explain himself; she had already known. It was weird, how Fran always knew things that she really _shouldn't_. Yes, it was creepy, and yes, he thought she might be able to read his mind or do nasty things to him while he was sleeping, but… she was _Fran_ and you had to like her.

Fran, as Mistoffelees had thought, didn't sleep on the floor. She actually had set up a hammock in a smaller, more inviting room. He would have liked it better than Skimbleshanks' den, but Skimbleshanks didn't live there, so he didn't. The room was neatly kept and she even had a few posters tacked onto her walls. The posters were of humans on some sort of field with a black and white ball. Fran explained that they were about the human sport "soccer," when he started looking at them in confusion. The idea, or at least what Mistoffelees gathered, was that a bunch of humans ran around kicking a ball and trying to get it into this net thingy.

Mistoffelees sat on Fran's chest in her hammock a few nights later, while Fran petted his back. She was dozing off, and Mistoffelees had to miaow frequently to keep her awake. "I was playing soccer for many a year. I wasn't exquisite, but it was being fun. Very important, zat's what I say. If you don't 'ave fun, what is zere? Le train is being fun to me, I zink. It _is_, no? _Oui, oui_… it is." As she said this to him, her eyes again appeared to be golden. It must have been the bright lights in her room.

She started nodding off, and he miaowed as a response, closing his eyes as she stroked his fur with her soft hands after she yawned. _It's fun when _Skimbleshanks_ is here_, he thought. Her long fingers threaded through the fur on his tail, playing with it. He liked her company, but he and Skimbleshanks connected. Besides, they were the same species. Still, Fran was different because unlike most humans: she could carry out a conversation with Mistoffelees. He giving silent comments and answers, of course.

"Myself," Fran said, "I kind of like being ze only woman 'ere. I feel more important, you know? If zey are being disrespectful to ze lady, I only 'ave to call them sexist and zey leave me alone. Fran is a clever girl, no?" She chuckled weakly and rubbed her eyes.

"Not as clever as Quaxo, zough," Fran said quietly. "Why are you lying to my Skimble?" Mistoffelees looked around frantically and flattened his ears against his head. "I know you are not truthful, Quaxo, because I know your secret." She tapped her nose with her index finger. "I know 'oo you are: _Mr. Mistoffelees_."

Mistoffelees didn't know how Fran knew this, but he had known that she knew something like this when they had first met. She knew the thing she knew was something that Skimbleshanks didn't know and knew that Mistoffelees knew that Skimbleshanks didn't know what she and he knew which is the name "Mistoffelees" which is what Mistoffelees knows Fran knows now that she probably knew before but Mistoffelees wasn't sure that she had known before—but he does know she knows now—though they both know they both _do_ know and Mistoffelees knows Fran knows now. A lot of knowing and not knowing was happening at that moment.

"And you came 'ere because why?" Her eyes glittered. The trick of the light still kept her eyes golden. "Ah, Misto. I see. Something not too nice 'appened? And will you keeping zis to yourself, all ze time, never to tell?"

He hadn't thought of that. He had only thought a little way into the future, and had decided he wouldn't tell Skimbleshanks for the time being about himself. Fran was acting like a conscience for him. It was good, because Mistoffelees didn't seem to know wrong from right anymore.

"You don't 'ave to pretend. You can be Misto if you are wanting to. Do you want to be real and no lies? No Quaxo? Be Mistoffelees now?

Mistoffelees nodded. He imagined fairy dust tickling his skin and making his wish possible. He realized how much he had kept from Skimbleshanks: his past, his name, the truth… He felt as if he had lied his way here. He had even lied about liking a certain kind of tea! Francesca patted his head. Mistoffelees didn't want to be like that. He wanted to be truthful. He didn't want to lie anymore.

"It's okay, I understand. I always 'ave understood _you_ Mistoffelees. We are quite similar, you know. I feel like I 'ave been knowing you for a long time. I love you and my Skimble. _So_ much. You… um… single?"

He laughed. Fran giggled along with him, holding him tight against her. When he looked into her eyes, he knew the light wasn't playing any tricks. Her pupils were slit like the pupils of a cat, and as she turned her head downwards, the irises remained gold. Mistoffelees narrowed his own eyes suspiciously.

"Oh no!I forgot!" She covered her eyes. But then, seeing how useless it was, uncovered her face. "Zat is foolish of me. I know you 'ave seen already… I 'ave zis weird ability to talk to kitties and other zings… Are you okay wiz it? Wiz Fran ze way she is?"

Mistoffelees leaned up to her face and licked her nose. She giggled like a happy child, and playfully licked his nose. She made a face, but smiled afterwards. "Misto, are you wanting to play a game wiz _moi_?" he nodded. "Good. I will ask a question, and you will shake or nod your floofy head. No cheating. Zat means no lies.

"'ave you been around 'umans before me and ze train people?"

He shook his head.

"_C'est magnifique!_ Zat means I am special to you! Are you liking my Skimble?"

An energetic nod.

"Liking much?"

A huge nod and a frown. He was insulted. Of course he liked Skimbleshanks a lot! Skimbleshanks saved his life…

"Okay, kitty! Change of topic… 'ave you ever been kissed?"

A timid shake.

"Well, do you 'ave a crush?"

Mistoffelees blushed, being too shy to answer. He didn't know if it was or not. It might just have been mistaken, and is really something else.

"Nevermind… do you 'ave friends besides me and my Skimble?"

A shake.

"I'm sorry, Misto. Zey aren't knowing what zey are missing out on! Do zey not like you for a good reason?"

Mistoffelees lowered his head, and nodded.

"Is it something bad zat zey aren't liking you for?"

A nod.

"Did you do something bad to someone?"

Mistoffelees slunk lower, and nodded faintly.

"Did you… _'urt_ someone?"

He nodded even more faintly, feeling awful.

"I see 'ow it is. You 'ave left your 'ome because something bad 'appened wiz another kitty. Am I right?"

He nodded the last time, and Fran placed him next to her head on the hammock. She snuggled her head into his belly, and Mistoffelees felt it was hard not to unsheathe his claws. He definitely wasn't used to this, but he let her.

"I'm sure it wasn't all zat bad, honey. Everyone makes mistakes, _c'est la vie_. And I can't be seeing 'ow bad of a mistake Misto 'as made. If you told my Skimble, I zink 'e would understand like me. 'e is one of ze sweetest kitties I 'ave known… You know what?" Mistoffelees miaowed questioningly. "No, Misto! It's a rhetorical question! Don't answer me zat. Anyways, I zink you need some 'ot cocoa. I 'ave ze best, mind you. All ze train people want Fran's cocoa, but I 'ave only given it once. I will give it to Mistoffelees whenever he wants it, okay?"

She got up out of the hammock. "It _is_ winter, and what is winter without 'ot cocoa? Look outside, you'll see." Mistoffelees looked out of her window, and saw white things falling from the sky. He didn't remember this ever happening in the Jellicle junkyard, and he felt frightened. Tensing, he hissed. Fran whipped around from the bag she was rummaging through.

"'as Mistoffelees never seen _snow_ before? _Mon dieu!_ 'ere, I will show you. Don't be afraid! It will not 'urt you." She walked over to him and picked him up. He latched his claws into her arm, drawing a small amount blood. Fran didn't cry out or hit him, but gave him a stern look as if he was her child. "Now, Misto, don't be like zat. Snow is fun." She held him tightly, and his tail whipped around.

She walked out to the back of the train on the landing. The train was moving, but moving very slowly, and so Fran didn't have to hold too strongly onto the rail. She didn't seem scared as the white things fell on them. Fran tilted her head back, opened her mouth, and stuck out her tongue. The white things dissolved on it.

One hit Mistoffelees' head, and he flinched. Another thing hit his nose, and he flinched to the side. More things hit his back, and he struggled to get free of Fran's hold. She held tight, so he couldn't escape. He raised a paw to his nose where one of the things fell, and discovered it had dissolved like one had on Fran's tongue. Mistoffelees looked skyward, blinking rapidly as they fell. It was amazing, seeing those things fall from the dark sky. He imitated Fran, and stuck out his tongue. A few pieces dissolved on it. It tasted like water, but with more substance at first. This was _snow_. His only wish was that Skimbleshanks had been there to share his first snow with him.

After the two had had enough of the snow, Fran walked back inside. Mistoffelees wanted to stay outside, but Fran insisted that he would die of cold. He cooperated after that. When they arrived at her room, Mistoffelees was set down and Fran began taking off her clothes. They were damp, since Fran and Mistoffelees had stayed out there far too long, and she wanted to be warm. He looked away respectfully. When he looked back, she was wearing red pajama pants, a red thick wool sweater, green socks, a green scarf, blue mittens, and a purple and white hat. She removed a red and green blanket from her bag, and wrapped herself in it. Her outfit didn't match one bit, but Mistoffelees thought it suited her well. She got out another blanket and collected Mistoffelees. After rubbing his fur dry with a towel, she wrapped him in the other blanket. It matched her blanket.

She went back to search her bag, and exclaimed her success when she had found the packets of hot cocoa. "I will be back, Misto. I 'ave to 'eat zis up and zen we drink!" She left the room, and Mistoffelees fell asleep. He was very tired. He and Fran had had fun all day, and she had even let him help with her train duties earlier that day. Basically, he was pretty worn out.

Fran let him know when she was back by miaowing like she was a cat. She actually _purred_, and it sounded surprisingly feline. She set down a small bowl of the hot cocoa—he assumed it was that—and asked Mistoffelees to try it. She sat down next to the bowl and raised her own drink. She called out, "To Mistoffelees!" She drank some, and when she lowered her cup, there was some of the liquid on her lips. She wiped it off with the sleeve of her sweater.

"Ah, I see I 'ave not lost my talent. I put lots of cocoa in mine and yours. What can I say? I love chocolate. Mmm... yummy. Go on, drink!" Mistoffelees lapped up some of the cocoa, and stared at it. It was only the most delicious treat he had ever tasted! He gulped it down, and Fran laughed at him while sipping her own.

"You are very cute, Misto," Fran said after they had both finished. "You 'ave a little drop on your nose! Aw!" he looked awkwardly at the drop as Fran laughed again. He licked it clean. "You went cross-eyed zere! Mistoffelees, you are awesome. Am I awesome, too?"

Mistoffelees blinked lovingly at her and miaowed loudly as a yes. It was so loud, that he heard a voice in another van shout. He lowered himself to the ground, embarrassed. Whispering, Fran said, "I zink we 'ad better go sleepy-bye. 'ere, you can sleep wiz me tonight and not in your little bed." She had made a space for him to sleep. It was cozy, but he liked the idea of sleeping next to Fran's warm body better than sleeping on the floor. He didn't use it all that much anyway, since Fran felt bad about making him sleep there.

Shutting off the lights, Fran jumped into her hammock with Mistoffelees. "Sorry, I get scared after shutting off ze lights. Do you know about the zings zat creep and go bump in ze night?" He shook his head. "You don't want to. I don't like it, and if _I _don't, _you_ won't." She snuggled into the hammock with Mistoffelees and pulled the blankets tight against them.

"'ave nice dreams, Misto."


	9. Cooning the Buggy

The next morning, Fran was gone. Mistoffelees stayed in bed an extra half an hour after waking. Yawning hugely, he got up and stretched each of his limbs in turn. He rolled his shoulders and jumped down. According to the calendar, this was the day of Skimbleshanks' arrival. He was unsure if he was ready to tell Skimbleshanks about himself, but Fran had encouraged and assured him that he would understand. Mistoffelees hoped so.

"Good morning," he spoke into the empty room. He had gotten used to waking up alone, both with Fran _and_ Skimbleshanks. "Well, I guess I should do something… hmm." He wandered around the room. After deciding there was nothing for him in there right then, he left and padded his way to Skimbleshanks' den.

The present he had received was still lying on the bed. He hadn't drunk any of the tea yet. The pin lay there, and Mistoffelees picked it up. Examining it, he turned it over to look at the back. On the back was nothing, as he had expected, except for a pin, but he hoped there would have been _something_. A note, maybe. _Yeah, a note inscribed in a metal nametag_.Mistoffelees shook his head, feeling foolish. He put it back in the box.

He was about to walk away when he saw a hat. Not just any hat, but _Skimbleshanks' hat_. Mistoffelees couldn't believe it. Skimbleshanks would _never_ leave without it on purpose… he wasn't too sure now. Taking the nametag, he pinned it on the hat and put it on his head.

"Why would Skimbleshanks just _leave_ it here? Does he think it'll make me forget he's gone?" It felt weird wearing it, but it was nice. He wished he would have noticed it before today, when Skimbleshanks was going to return. "I bet it just gave him a reason to come back to this train… he wouldn't come back because of _me_. This hat is closer to him than _I'll _ever be." He felt angry. "He doesn't care about me at all. All he likes is his tea and his hat and his stupid train and his stupid job and his stupid friends! Yeah! I'm not even good enough to be one of his _stupid_ friends. Not magical Mr. Mistoffelees.

"If I told him the truth, he wouldn't like me the same, anyway! He would just like me because I have _magic_. That's all anyone has ever cared about. Maybe I _shouldn't _tell him. Maybe I'll just be Quaxo. Quaxo is much better than Mistoffelees. Quaxo didn't hurt anybody… people _like_ Quaxo…" he was hitting himself in the middle of his chest weakly. He dropped his paw, and sat down. "I don't like Mistoffelees… I'm hungry."

He felt exhausted, and went to Skimbleshanks' food bowl. It was frequently refilled every day by one of the workers on the train, but usually by Fran. The food was a delicious combination of salmon, chicken, and turkey. Skimbleshanks told him this superb meal was called by the mysterious alluring name, _Meow Mix_. Not that _Skimbleshanks_ was to thank for this food. The chef who had concocted this mixture was a pure genius.

Mistoffelees quickly finished his meal of Meow Mix and water. Feeling full, he waddled over to the bed. After he collapsed into the softness, he closed his eyes. Napping was great when you had a full belly of Meow Mix.

A loud whistle interrupted his dreams. He looked around, trying to find the source of the noise. He got up, and fell back down immediately. He noticed the train was going awfully fast today.

A boy ran into Skimbleshanks' den. It was Junior Conductor. He couldn't have been more than eighteen years old. "The train can't stop! None of the other men'll go and turn the brake wheel! You had better hide somewhere safe, kit! Maybe I should do it." The boy bolted out of the door. Mistoffelees felt a pressure weigh on him. He had to help this boy. He was faster than Junior Conductor, and could activate the brake wheel in less time, and hopefully stop the train. Skimbleshanks had told him before that the brake wheel was on the top of the train… Mistoffelees would not let Junior Conductor do this to himself. He would have to jump gaps across the train. While it was moving faster than it had ever went.

The cat ran in the direction the boy had left. He caught a glimpse of Fran's golden hair in another van, and saw the Junior Conductor talking to her. He ran out of that van and started climbing a ladder. Mistoffelees took a breath and crossed the gap between vans. It was snowing heavily and the sun was covered with the clouds. It was dark.

He ran between Fran's legs without being noticed and ran out the other door. He spotted the ladder, and Junior Conductor's feet leave his sight. Wrapping his arms around the bars, he pulled himself up the metal ladder. His progress was slow, and his muscles strained. When he got to the top, he could barely see with all the snow rushing into his eyes. Mistoffelees raised a paw to keep Skimbleshanks' hat in place and began running.

Junior Conductor wasn't that far ahead, and Mistoffelees caught up with him. He looked down at the cat, who quickly overtook him. Mistoffelees came to a gap between vans, and jumped. He made it, and dashed onward.

Mistoffelees saw a glimmer of the metal on a wheel, and he sighed in relief. It was the brake wheel! He ran even faster towards it, after barely clearing two more gaps. The second one he was saved only because of his claws.

He slammed into the brake wheel, and gasped for air. He knew he barely had time, as they would reach the next train station in ten minutes. A train was very hard to stop, and it would need all that time. In fact, it should have begun slowing down earlier. It was of no use to dwell on the past, Mistoffelees decided, and acted.

Gripping the wheel with both of his paws, which involved letting go of the hat, he started turning it to the right. He remembered a silly rhyme when he was a kitten, which went, _righty tighty, lefty loosey_. Mistoffelees would have laughed it if had been another time, but he wasn't in a laughing mood at the moment. It was easy to turn at first, but then it became more difficult, and he had to walk while turning the wheel.

As he was doing this what little light there was, was suddenly gone. The train was in a tunnel, which meant they would soon arrive. He probably had eight minutes now. He heard a scream. Turning around, he observed the Junior Conductor duck just in time to avoid colliding with the wall of the tunnel. Then he disappeared in the darkness.

Mistoffelees turned the wheel, feeling his arms starting to give. Clenching his teeth, he gave his last efforts. The Junior Conductor kneeled down next to him, and then finished turning the wheel with him. The train had started to slow earlier as Mistoffelees had turned it, and now it was slowing even faster. He looked at Junior Conductor and smiled, but doubted he could see through the darkness. He had even saved the hat.

"Shit, that was exciting," Mistoffelees heard him say, laughing loudly.


	10. In Which the Truth is Revealed

The train needed more assistance stopping in time, but after the brake wheel it was relatively simple. Mistoffelees and Fran went through the vans, checking to see if the emergency brakes were activated, which some weren't. When Mistoffelees saw the train station, the train would only need the buffer stop to avoid going any further, which was perfect.

Mistoffelees was still on the roof of a van when the train stopped at the station. It was a good place to be, too, because he could search for the orange tabby more efficiently. He searched for any sign of Skimbleshanks when the travelers prepared to board the train. At last, after much searching that aggravated Mistoffelees so much he wanted to jump of the roof and plunge to his death—which he really wouldn't have had the courage to do—he finally saw Skimbleshanks walking among the travelers. Mistoffelees tried to catch his eye by waving frantically, knowing it wasn't good to talk in front of the humans. He let that rule slide after doing this for a long time, and cupped his paws around his mouth and yelled, "SKIMBLESHANKS!"

Skimbleshanks visibly jumped, and Mistoffelees burst out laughing. He hadn't seen him jump like that before, and it was really funny. Skimbleshanks looked at the roof of the train where Mistoffelees sat, and smiled broadly. Mistoffelees waved at him with the paw that wasn't trying to stifle his laughs.

The tabby ran through the crowd to the train, and disappeared through a door. Mistoffelees felt nervous but ecstatic as he saw Skimbleshanks run toward him on the roof. _That was pretty fast_, he thought. _Or was it just me?_

Skimbleshanks tackled Mistoffelees. He was surprised that he would do this, since he didn't usually do things like this. They rolled in the snow, and Skimbleshanks playfully nipped one of Mistoffelees' long ears. He pushed him off after this, and tugged his brown tail in revenge. They laughed.

"I told you I'd be seein' you!" Skimbleshanks said cheerful grin. "I'd missed you, lad. I'm glad to be back! I see you have my hat. Nice, huh?"

Mistoffelees smiled. "It's an awesome hat."

"What have I been missin' here?"

"Well, I almost died, and—"

"What!" Mistoffelees had known _that_ would get his attention. "_Died?_ As in… you know… death? I don't know, maybe I shouldn't be leavin' again. What happened?"

"The train was going too fast to stop in time for the station, and I had to turn the brake wheel."

"I'm very proud of you, lad. But are you okay? If you're not, we don't have to do anythin', we can just—"

"Honestly, I'm okay! Really, Skimbleshanks. I just did a lot of running."

"Still, if you feel bad at all, just tell me. I'm not an expert, but I have a few tricks up my sleeve. Not that I have any sleeves… You understand."

Mistoffelees muttered, "You should see some of _my _tricks."

"Huh?" Skimbleshanks said, "didn't catch that. C'mon, Quaxo, again for me."

He cringed at that name. "I need to tell you a few th—"

Skimbleshanks interrupted again. "First, let me get a little comfortable and a bath. I was covered in oil back in Ireland, and still haven't had time to wash the bugger out. Have you had any of the tea yet? I see you have the pin. Like it? It's not much, as I said, but… yeah." He looked insecure.

"It's really cool. Thank you, Skimbleshanks."

"Welcome! Always happy to give a friend a thing or two," Skimbleshanks bowed, and tried removing his hat, but realized he had no hat to take off. "Er… if you're not mindin'… can I… have my hat back? _Please_?"

Mistoffelees laughed, and took the hat off. His mane was most certainly a mess, but he willingly handed it over anyway. Skimbleshanks looked at the thing lovingly before putting it on over one of his ears.

"Feel at home already. Let's go to my den, Quaxo, and get some tea brewin'."

Skimbleshanks gave him his signature ruffle of Mistoffelees' mane, and took his shoulder so they could walk. Mistoffelees smiled shyly as he felt a paw on his shoulder, not used to Skimbleshanks doing that.

They climbed carefully down the ladder. As they did so, Mistoffelees discovered that he _was_ actually hurt. His knee was bruised from falling onto the vans after jumping across, and it wasn't very good on his knee to walk. Skimbleshanks, of course, came to the rescue and carried him to his den. He blushed the whole way there and didn't say much besides a mumbled "thank you".

Mistoffelees was placed in the bed when they arrived at his den, and Skimbleshanks shook off his vest to clean it. The thing had wrinkles and a few oil stains in it, but he said they could be taken out with this thing called the washer. Mistoffelees just went along with it, busy thinking about what he would say to Skimbleshanks. While he was gone, he concluded that improvisation would be the best thing and waited for someone to mend his hurt knee.

"Ow," Mistoffelees said when he poked his knee to see if it was bruised badly. It was. He poked it, and said, "Ow. That hurts…" he thought, _maybe if I hit it _really_ hard the pain will stop_. He raised his fist and slammed down. He cried out, feeling pain shooting through his leg. He poked it again, and again, screamed. _I must have bruised my brain, too_, he thought savagely. Mistoffelees whimpered, and Skimbleshanks rushed into the room carrying a dry vest.

"What's happenin'?" Skimbleshanks said, drawing close to Mistoffelees. He looked down, smiling.

"I'm hurt."

"Where do you hurt?"

"My knee. Remember?"

"Right. I hope it'll be getting' better soon-like."

Mistoffelees panicked. That was not what he had intended him to say. "No… I don't think it will… Will you at least bandage it?"

"Sure thing." He ran off in a hurry, dropping his vest. He quickly got back, breathing hard. He had bandage strips, a dark brown bottle of something, cotton balls, and… candy? Yes, Skimbleshanks was indeed carrying a lollipop. He must have thought Mistoffelees needed special care, which he did… but in a different way. Still, that was nice of him.

"I'll just pour this over the cut… it's bleedin' a bit." Mistoffelees looked down when Skimbleshanks said this, and saw he was true. Blood was running out of a cut on his knee and clotting the fur there. He had thought there was only a bruise. Skimbleshanks took the dark brown bottle and said, "This is hydrogen peroxide. It'll clean the wound and prevent infection causin' things. You seem to have a likin' for getting' hurt, don't you? Seein' how much it happens and all…" Mistoffelees smiled. Ever since Skimbleshanks returned, Mistoffelees had turned into a smile machine.

Skimbleshanks poured the clear liquid onto the cut, and it foamed. Mistoffelees felt a painful sting, and jerked away his leg. Some of the liquid fell onto the bed. Skimbleshanks grabbed his paw. "C'mon, now. Let's get this over as fast as we can… Alright?" Mistoffelees nodded, very aware of their paws touching. He poured some more onto the wound, and it foamed and he felt stinging, but didn't pull away. He didn't want to. He took a cotton ball and soaked up the remaining liquid after waiting a minute. He got another cotton ball and pressed it on the cut, and got out a band-aid.

"Can you be gettin' this for me, Quaxo?" Mistoffelees took it, and ripped open the material containing the band-aid. "Thanks." He placed it on the cotton ball, and pressed the ends into Mistoffelees' knee, making it stick there. "Now for the bandage strips. Where did I put them…"

Looking around, he spied them and grabbed the roll of bandage paper. "Now you just sit still and I'll wrap this 'round your knee." Mistoffelees nodded. Skimbleshanks began wrapping. When he touched the back of his knee, Mistoffelees laughed loudly and tried to pull away.

"Sorry!" he gasped. "I'm just ticklish there."

Skimbleshanks laughed and said, "I'll be careful 'bout that now."

After the next few wraps, the bandage was too thick for Mistoffelees to laugh when Skimbleshanks touched the underside of his knee. And after that, it was enjoyable to feel the occasional touch of Skimbleshanks' fingers. Also, Mistoffelees got a chance just to look at him.

Skimbleshanks was relatively young, but older than Mistoffelees. He had an admirable knowledge in his words and actions that Mistoffelees hadn't acquired yet. He also was a good-looking tom. It surprised him why he didn't have a mate yet. He bet Jennyanydots would like him. But, he was too _good_ for Jennyanydots.

His mane was a pleasant orange with those brown stripes, and Mistoffelees wanted to see if it was as soft as it looked. Skimbleshanks was allowed to ruffle Mistoffelees' mane, but he would feel awkward if he ruffled Skimbleshanks' mane. It was like an unsaid taboo. Skimbleshanks was wearing his vest now. Mistoffelees liked the bell at the top; it was pretty and shiny.

Mistoffelees sat still as Skimbleshanks tied the ends of the strip together and patted his knee. "There. All better. I'll be goin' to make some tea. What kind are you fancyin'?"

He thought, then said, "Darjeeling. The packets _you_ got me. I haven't used any yet… sorry."

"That's okay. I'll go make some of that now, so hold tight while I get the tea goin'." As he got up, he handed Mistoffelees the lollipop. "This will make it sweet." He said. It was strawberry flavored and delicious.

Walking out of the den into another room, probably to the restaurant of the train—which wasn't that far away—Mistoffelees thought about Skimbleshanks again. During these past months from summer to winter, he and the railway cat had become close. He had thought Skimbleshanks didn't want to get close to him because he thought Mistoffelees was going to leave, but after what he said before about not forcing Mistoffelees to leave, he knew it was something else. He couldn't figure out what, though. That seemed like the only probable reason. But then again, Skimbleshanks seemed very friendly when he had returned, and kept getting really close to Mistoffelees. Maybe it was his imagination. Skimbleshanks was Mistoffelees' best friend.

He widened his eyes. Of course Skimbleshanks was! He had never spent some much time with another cat, and he had never felt so sad when he couldn't see a certain cat for a while. Even though Mistoffelees was sometimes boxed on the ears by Skimbleshanks when he did something wrong when seating passengers or something to do with his job, Skimbleshanks was the nicest cat he had ever met. Not just cat, but nicest anything. He felt bad saying this, but he enjoyed Skimbleshanks' company better than Francesca's. It was the truth, though, and Mistoffelees wasn't going to make any more lies like that. But if Skimbleshanks wasn't looking that great and he asked Mistoffelees how he looked, he would lie if Skimbleshanks was having a bad day and say he looked great. Skimbleshanks had never asked that, but if he did, Mistoffelees was prepared. Besides, those lies didn't really hurt anybody. The big ones did.

Wrapped up in his thoughts, he didn't notice when Skimbleshanks entered. He cleared his throat, and Mistoffelees rolled off of the bed onto the floor. He laughed, and Mistoffelees did too. It was _really_ embarrassing, but he laughed.

"Not all there, Quaxo?" Skimbleshanks chuckled. "I have the tea here. We should go outside and enjoy it. It's very lovely out there."

Mistoffelees nodded and walked out to the rear of the train. The train was moving slowly again. It wasn't working to its full potential and someone needed to repair it. It was nice that it was running slow though, since Mistoffelees could be at ease outside and not feel wind chilling him. Despite the cold look, it wasn't very cold outside. His fur kept him warm and when they climbed up the ladder—which was hard, since they tried not to spill the tea—Mistoffelees could sit down without feeling any coldness.

The night sky was cloudy again, and again snow was falling heavily. Fat, fluffy flakes of snow fell onto the cats' heads. He could dimly see the moon, and it said to him that the Jellicle Ball had ended a long time before. This was a reminder for Mistoffelees to not _just_ enjoy himself, but to tell Skimbleshanks the truth.

Once the two got situated comfortably and had their own china tea cup in their paws, Mistoffelees began the conversation. Skimbleshanks was holding the tea tightly with both paws close to his face. He must have been cold.

"Skimble?" Mistoffelees whispered timidly.

"Yes?"

"I have to tell you something."

"Okay, Quaxo. You can tell me."

"Um, I—"

"Wait, sorry. Just to let you know, I put some scotch in our tea. We've had a hard day, and deserve somethin'. Have you had alcohol before?"

Mistoffelees felt annoyed at yet another interruption, and one at such an important time. "No, I have not had alcohol before. Can't I just _talk?_"

Skimbleshanks looked away. "I'm sorry, lad. I guess I'm not too great at the conversation thing. I've not been havin' many people to talk to…" Mistoffelees felt selfish for saying what he had. He had forgotten about that, and knew he shouldn't be too mean. It wasn't even that big of a deal that he had been interrupted. This was just going to be hard to say.

"It's okay," Mistoffelees said, "It's just that… I've wanted to say this for a long time."

"Right. I get you." Skimbleshanks tuned in. Mistoffelees took a long drink of the tea. It affected him immediately, that scotch did.

"I… I…" Mistoffelees changed subject. "love your tea…?"

"_Right_."

"I can't get enough of it. I mean, it's so good. Every single kind. I really like that Earl Grey stuff, you know, your favorite? I love all the tea you love, well, besides Jasmine tea—you hate that tea!—but I won't talk about that because we got into a fight last time, and… huh, well, you know what happened with _that_. And this Darjeeling tea, it's _just_ right, isn't it? A hint of grape, this tiny little… tiny little… _smidgeon_ of grape, and, oh, you know me, I just LOVE TEAand—"

"Er, Mistoffelees? I think you're gettin' a bit sidetracked… wouldn't you say?"

He stopped ranting. Yes, he was getting a little crazy. It wasn't easy. Whatever, he would just do it. Right now. Although, he had never talked this much in front of Skimbleshanks before. It was very exhilarating.

"About that… it has _something_ to do with it. I'm positive. At least a little bit. I mean, it _faintly_ has importance. I think. Anyway, I never told you why I came here, did I?"

Skimbleshanks looked at him. "No, you didn't…"

"Well, I better start off by telling you that I'm actually a magician. A wizard." Skimbleshanks was looking at his tea, stirring it slowly. "I do all sorts of magic. From card tricks to transforming. Anything, pretty much. I was the only magician in my tribe.

"About that, I am a Jellicle—well, not exactly since I was orphaned as a kitten—but there is a tom there, and I got really mad at him and he might be…" Mistoffelees paused. He needed to say this. "He might be dead because of what I did to him. There. My magic went out of my control, and attacked him. I think I have more control now, after staying here.

"And I've been wanting to tell you—but I didn't trust you at the time—that my name is actually Mistoffelees. I came up with the name 'Quaxo' because I thought that if I told you my real name something bad might have happened. I don't know. I'm sorry, Skimbleshanks."

Mistoffelees panted. He had been talking very fast. Everything came out in a rush, but at least he had told Skimbleshanks at all.

Skimbleshanks kept stirring his tea. "So… you came here to become a better magician? Is that it? Is that why you _kept_ on stayin' here? You stayed here not because you liked me, but because you were concerned with yourself…" He looked hopeless.

"No!" Mistoffelees cried, taking Skimbleshanks' shoulders, forcing him to look him in the eyes. "You are my best friend! I never had friends back at the Jellicle junkyard. They only liked me because I could do fancy tricks that amused them. All I ever wanted was to have someone like _you_ be my friend…"

"Is this another lie? Are you lyin' to me right now, havin' fun gainin' my trust and then betrayin' me? I was even gave you my word to let you stay here. I'll reckon it means nothin' to you now. You don't care about anyone."

"Stop it… stop it…" Mistoffelees felt sick. He dropped his paws, and slumped over. It was never going to stop. He wouldn't ever have anyone. "Why…"

"Mistoffelees."

He looked up, gazing at Skimbleshanks with half-lidded eyes. "What?"

"Mistoffelees, I'm sorry. Mistoffelees. _Mistoffelees_."

He closed his eyes, feeling a weight lift off of his shoulders. "I'm sorry, too."

Skimbleshanks leaned down and pressed his lips to Mistoffelees'. He felt arms circle his waist and he was pressed against the other's chest. Lifting up a paw, he placed it on the back of Skimbleshanks' head and massaged it. His mane _was_ as soft as it looked. Mistoffelees felt wonderful, but he felt as if he could cry. Someone loved him.

He leaned into the kiss, pressing their lips harder together. He ran the other paw down Skimbleshanks' back, and Skimbleshanks slid his paw down Mistoffelees' side. Breaking the kiss, they stared at each other.

"What now?" Mistoffelees whispered. "Is this it?"

"Why?" Skimbleshanks said after kissing him again on the mouth. "It's not all that bad, I'm sure."

"I really do like your tea, though."

He laughed, unable to stop kissing Mistoffelees. "I know. I like it, too."

"That's why I'm staying. Not because of you. I hope you know that." He smiled, letting Skimbleshanks know he was joking.

"_Well_, I only want you here to try the tea. We both win, I guess." He kissed Mistoffelees on the nose, and then on his cheeks, and then on the top of his head.

"I'm probably luckier, though."

Mistoffelees wrapped his arms around Skimbleshanks, and made him fall back. He rested a paw on Skimbleshanks' thigh, enjoying the moment. Skimbleshanks kissed Mistoffelees firmly, and ran his tongue across his bottom lip. Mistoffelees giggled, but then felt embarrassed afterward. He held onto Skimbleshanks' thigh tightly, and moved the other paw down his arm while Skimbleshanks continued to kiss him. He loved Skimbleshanks, too.

All the new sensations Mistoffelees felt as Skimbleshanks kissed him and touched him was nothing like the feeling he experienced as he realized this wasn't a lie. They loved each other.

Mistoffelees smiled and was happy.


End file.
